0001209191-15-028601.txt : 20150323
0001209191-15-028601.hdr.sgml : 20150323
20150323183958
ACCESSION NUMBER: 0001209191-15-028601
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150319
FILED AS OF DATE: 20150323
DATE AS OF CHANGE: 20150323
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: VEEVA SYSTEMS INC
CENTRAL INDEX KEY: 0001393052
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 208235463
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 4637 CHABOT DRIVE
STREET 2: SUITE 210
CITY: PLEASANTON
STATE: CA
ZIP: 94588
BUSINESS PHONE: 925-452-6500
MAIL ADDRESS:
STREET 1: 4637 CHABOT DRIVE
STREET 2: SUITE 210
CITY: PLEASANTON
STATE: CA
ZIP: 94588
FORMER COMPANY:
FORMER CONFORMED NAME: VERTICALS ONDEMAND INC
DATE OF NAME CHANGE: 20070313
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ritter Gordon
CENTRAL INDEX KEY: 0001585857
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36121
FILM NUMBER: 15720146
MAIL ADDRESS:
STREET 1: C/O EMERGENCE CAPITAL
STREET 2: 160 BOVET ROAD SUITE 300
CITY: SAN MATEO
STATE: CA
ZIP: 94402
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-03-19
0
0001393052
VEEVA SYSTEMS INC
VEEV
0001585857
Ritter Gordon
C/O EMERGENCE CAPITAL
160 BOVET ROAD, STE. 300
SAN MATEO
CA
94402
1
0
0
0
Class A Common Stock
2015-03-19
4
C
0
3000000
0.00
A
0
I
By Emergence Capital Partners II, L.P.
Class A Common Stock
2015-03-19
4
J
0
3000000
0.00
D
0
I
By Emergence Capital Partners II, L.P.
Class A Common Stock
2015-03-19
4
J
0
651000
0.00
D
0
I
By Emergence Equity Partners II, L.P.
Class A Common Stock
2015-03-19
4
J
0
186243
0.00
A
359047
I
By the Ritter-Metzler Revocable Trust dated November 6, 2000
Class B Common Stock
2015-03-19
4
C
0
3000000
0.00
D
Class A Common Stock
3000000
15450000
I
By Emergence Capital Partners II, L.P.
On March 19, 2015, Emergence Capital Partners II, L.P. ("Emergence") converted in the aggregate 3,000,000 shares of the Issuer's Class B Common Stock into 3,000,000 shares of the Issuer's Class A Common Stock. Subsequently, Emergence distributed in-kind, without consideration, all 3,000,000 shares of Class A Common Stock pro rata to its partners, including its limited partners and its general partner, Emergence Equity Partners II, L.P. ("EEP II"), in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.
Each share of Class B Common Stock is convertible, at any time at the option of the holder, into one (1) share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon any transfer, whether or not for value except for certain permitted transfers described in, and transfers to any "permitted transferee" as defined in, the Issuer's restated certificate of incorporation. All shares of Class A and Class B Common Stock will convert automatically into shares of a single class of Common Stock upon the earliest to occur of the following: (a) upon the election by the holders of a majority of the then outstanding shares of class B Common Stock or (b) October 15, 2023.
The sole general partner of Emergence is EEP II, and the sole general partner of EEP II is Emergence GP Partners, LLC ("EGP", and together with Emergence and EEP II, the "Emergence Entities"), and each of EEP II and EGP may be deemed to have sole voting and dispositive power with respect to the shares held by Emergence and EGP may be deemed to have sole voting and dispositive power with respect to the shares held by EEP II. Mr. Gordon Ritter, a partner of EEP II and a member of EGP, serves as a representative of the Emergence Entities on the Issuer's board of directors. The Reporting Person disclaims beneficial ownership of the reported shares held by the Emergence Entities except to the extent of his pecuniary interest therein, if any, by virtue of the limited liability company interests he owns in EGP and the partnership interests he owns in EEP II.
On March 19, 2015, EEP II received 651,000 shares of the Issuer's Class A Common Stock as a result of the pro rata in-kind distribution by Emergence for no consideration. EEP II then immediately distributed in-kind, without consideration, all 651,000 shares of Class A Common Stock pro rata to its partners, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.
Pro rata distribution from EEP II in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.
Shares held by The Ritter-Metzler Revocable Trust dated November 6, 2000 (the "Trust"). The Reporting Person is a trustee and beneficiary of the Trust and may be deemed to share voting and dispositive power with regard to the reported shares held by the Trust. The Reporting Person disclaims beneficial ownership of the reported shares held by the Trust, except to the extent, if any, of his pecuniary interest therein.
/s/ Meaghan Nelson, attorney-in-fact
2015-03-23